~~U.S.~~UNITED ~~SECURITIES AND EXCHANGE COMMISSION~~ STATES

~~WASHINGTON,~~SECURITIES ~~D.C.~~AND ~~20549~~ EXCHANGE COMMISSION

~~FORM~~WASHINGTON, ~~8-K~~ D.C. 20549

~~Current~~FORM ~~Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934~~ 8-K

~~Date~~CURRENT ~~of Report (date of earliest event reported): July 28, 2009~~ REPORT

~~AMB~~Pursuant ~~PROPERTY~~to ~~CORPORATION~~Section 13 or 15(d) of the

~~AMB~~Securities ~~PROPERTY, L.P.~~Exchange Act of 1934

~~(Exact~~Date ~~name~~ of ~~registrant~~Report as(Date ~~specified~~of inearliest ~~its~~event ~~charter~~reported): February 22, 2024

Maryland (AMB Property Corporation)Delaware (AMB Property, L.P.)		001-13545 (AMB Property Corporation) 001-14245 (AMB Property, L.P.)		94-3281941 (AMB Property Corporation) 94-3285362 (AMB Property, L.P.)
(State or other jurisdiction of incorporation)		(Commission file number)		(I.R.S. employer identification number)

PROLOGIS, INC.

~~Pier 1~~PROLOGIS, ~~Bay 1, San Francisco, California 94111~~ L.P.

(~~Address~~Exact name of ~~principal~~registrant as ~~executive~~specified ~~offices~~in charter) ~~(Zip code)~~

415-394-9000

Maryland (Prologis, Inc.)	001-13545 (Prologis, Inc.)	94-3281941 (Prologis, Inc.)
Delaware (Prologis, L.P.)	001-14245 (Prologis, L.P.)	94-3285362 (Prologis, L.P.)
(State or other jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

(Registrants’ telephone number, including area code)

Pier 1, Bay 1, San Francisco, California		94111
(Address of Principal Executive Offices)		(Zip Code)

~~n/a~~Registrants’ Telephone Number, including Area Code: (415) 394-9000

~~(Former name or former address, if changed since last report)~~N/A

~~Check~~(Former ~~the~~name ~~appropriate~~or ~~box~~former ~~below~~address, if ~~the~~changed ~~Form 8-K filing is intended to simultaneously satisfy the~~since ~~filing~~last ~~obligation of the registrant under any of the following provisions (see General Instruction A~~report.~~2. below~~):

oCheck ~~Written~~the ~~communications~~appropriate ~~pursuant~~box below if the Form 8-K filing is intended to ~~Rule 425~~simultaneously satisfy the filing obligation of the registrant under any of the ~~Securities~~following ~~Act~~provisions (17see ~~CFR~~General ~~230~~Instruction A.~~425~~2. below) :

o¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

oSecurities ~~Pre-commencement~~registered ~~communications~~ pursuant to ~~Rule 14d-2~~Section 12(b) ~~under~~of the ~~Exchange~~ Act ~~(17 CFR 240.14d-2(b))~~ :

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

	Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Prologis, Inc.	Common Stock, $0.01 par value	PLD	New York Stock Exchange
Prologis, L.P.	3.000% Notes due 2026	PLD/26	New York Stock Exchange
Prologis, L.P.	2.250% Notes due 2029	PLD/29	New York Stock Exchange

~~TABLE~~Indicate OFby ~~CONTENTS~~check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

~~ITEM~~Emerging ~~2.02~~growth ~~RESULTS~~company OF OPERATIONS AND FINANCIAL CONDITION (AMB Property Corporation) ITEM 7.01 REGULATION FD DISCLOSURE (AMB Property Corporation and AMB Property, L.P.) ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. SIGNATURES Exhibits EX-99.1¨

~~Table~~If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of ~~Contents~~the Exchange Act. ¨

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION (AMB Property Corporation) AND ITEM 7.01 REGULATION FD DISCLOSURE (AMB Property Corporation and AMB Property, L.P.)

Co-Registrant CIK	0001045610
Co-Registrant Amendment Flag	false
Co-Registrant Form Type	8-K
Co-Registrant DocumentPeriodEndDate	2024-02-22
Co-Registrant Written Communications	false
Co-Registrant Solicitating Materials	false
Co-Registrant PreCommencement Tender Offer	false
Co-Registrant PreCommencement Issuer Tender Offer	false
Co-Registrant Entity Emerging Growth Company	false
Co-Registrant AddressLine1	Pier 1
Co-Registrant AddressLine2	Bay 1
Co-Registrant City	San Francisco
Co-Registrant State	California
Co-Registrant ZipCode	94111
Co-Registrant CityAreaCode	415
Co-Registrant LocalPhoneNumber	394-9000

OnItem ~~July 28, 2009, AMB Property Corporation, AMB Property, L~~2.P03.’s ~~general~~Creation ~~partner, disclosed~~of a ~~supplemental~~Direct ~~analyst~~Financial ~~package~~Obligation inor ~~connection~~an ~~with~~Obligation ~~its earnings conference call for the second quarter of 2009. A copy of the supplemental analyst package is attached hereto as Exhibit 99.1. This section and the attached exhibit are provided~~ under ~~Items 2.02~~an ~~and 7.01 of Form 8~~Off-KBalance ~~and~~Sheet ~~are~~Arrangement ~~furnished~~of ~~to,~~a ~~but not filed with, the Securities and Exchange Commission~~Registrant.

~~Forward~~Prologis, ~~Looking~~L.P. ~~Statements~~(the “Operating Partnership”) expects that it will close the issuance and sale of the Notes (defined below) on March 1, 2024. The information under Item 8.01 is incorporated herein by reference.

~~Some~~Item of the information included in this report and the presentations to be held in connection therewith contains forward-looking statements, such as those related to cash sources to cover future capital requirements, the consummation of asset sales marketed, under contract or LOI, our plans to retire, extend and refinance debt and maintain fixed charge coverage at certain levels, estimated cash savings from our current dividend policy, estimated net G&A reductions, our opportunities and plans (including those regarding our global positioning and future capital deployment), our projected funds from operations, compound annual growth rate of our business divisions, future assets under management, same store and/or cash net operating income and other financial and operational guidance, our capabilities to drive growth, our future performance compared to peers and other market indices, rent growth, industrial and other market, GDP and trade growth, market drivers, trends and forecasts, port opportunities (such as ship capacity expansion, outsourcing trends, port market demand, port expansions, container growth, and escalating land values), on-tarmac opportunities (such as air cargo growth, ability to access and leverage positions, and expertise and key airport opportunities), hiring, performance and retention of key personnel, access to resources, leveraging of relationships, continuation and effectiveness of strategic drivers, information regarding our development, value-added conversion, redevelopment and renovation projects (including stabilization dates, square feet at stabilization or completion, sale or contribution dates, yields from such projects, our share of remaining funding, costs and total investment amounts, scope, location and timing of development starts, margins, projected gains and returns, sustainability, profitability, scope and scale of and demand for projects, targeted value-added conversion projects, redevelopment and conversion timelines, entitlement and repositioning potential of land), ability to deliver customer solutions, strength of lender and customer relationships, lease expirations, performance and value-creation of investments and market entry opportunities, real estate valuations, capitalization rates, acquisition capital and volume, scope and build out potential of land inventory, co-investment venture and other estimated investment capacity, terms of the co-investment ventures, performance, revenues and returns on investment, target leverage, future incentive distribution, asset management, acquisition and other private capital distributions and fees, timing of incentive distributions, private capital demand, launching of additional funds, termination of funds, future balance sheet capacity, ability to maintain credit extensions, our position to address debt maturities, interest rate changes, transition to open-end funds, and access to secured and non-secured financings, which are made pursuant to the safe-harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended8.01 ~~Because~~Other these forward-looking statements involve risks and uncertainties, there are important factors that could cause our actual results to differ materially from those in the forward-looking statements, and you should not rely on the forward-looking statements as predictions of future eventsEvents. The events or circumstances reflected in forward-looking statements might not occur. You can identify forward-looking statements by the use of forward-looking terminology such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “pro forma,” “estimates” or “anticipates” or the negative of these words and phrases or similar words or phrases. You can also identify forward-looking statements by discussions of strategy, plans or intentions. Forward-looking statements are necessarily dependent on assumptions, data or methods that may be incorrect or imprecise and we may not be able to realize them. We caution you not to place undue reliance on forward-looking statements, which reflect our analysis only and speak only as of the date of this report or the dates indicated in the statements. We assume no obligation to update or supplement forward-looking statements. The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: defaults on or non-renewal of leases by tenants or renewal at lower than expected rent or failure to lease at all or on expected terms, decreases in real estate values and impairment losses, our failure to obtain, renew or extend financing or re-financing, risks related to debt and equity security financings (including dilution risk), our failure to divest properties we have contracted to sell or to timely reinvest proceeds from any divestitures, failure to maintain our current credit agency ratings or comply with our debt covenants, international currency and hedging risks, financial market fluctuations, changes in general economic conditions, global trade or in the real estate sector, inflation risks, a downturn in the U.S., California or global economy, increased interest rates and operating costs or greater than expected capital expenditures, risks related to suspending, reducing, or changing our dividends, our failure to contribute properties to our co-investment ventures, risks related to our obligations in the event of certain defaults under co-investment ventures and other debt, difficulties in identifying properties to acquire and in effecting acquisitions, our failure to successfully integrate acquired properties and operations, risks and uncertainties affecting property development, value-added conversions, redevelopment and construction (including construction delays, cost overruns, our inability to obtain necessary permits and public opposition to these activities), our failure to qualify and maintain our status as a real estate investment trust, risks related to our tax structuring, environmental uncertainties, risks related to natural disasters, changes in real estate and zoning laws, risks related to doing business internationally and global expansion, risks of opening offices globally, risks of changing personnel and roles, losses in excess of our insurance coverage, unknown liabilities acquired in connection with acquired properties or otherwise and increases in real property tax rates. Our success also depends upon economic trends generally, including interest rates, income tax laws, governmental regulation, legislation, population changes and certain other matters discussed under the heading “Risk Factors” and elsewhere in our annual report on Form 10-K for the year ended December 31, 2008.

~~Table~~On February 22, 2024, the Operating Partnership priced an offering of ~~Contents~~C$550,000,000 aggregate principal amount of its 4.700% Notes due 2029 (the “Notes”). In connection with the offering, the Operating Partnership entered into an Underwriting Agreement, dated February 22, 2024 (the “Underwriting Agreement”), with Scotia Capital Inc. and TD Securities Inc., as the underwriters (the “Underwriters”), pursuant to which the Operating Partnership agreed to sell and the Underwriters agreed to purchase the Notes, subject to and upon the terms and conditions set forth therein. A copy of the Underwriting Agreement has been filed as an exhibit to this Current Report and is incorporated herein by reference.

~~ITEM~~The 9Notes are being issued under an indenture, dated as of June 8, 2011 (the “Base Indenture”), among Prologis, Inc.01 ~~FINANCIAL~~(the ~~STATEMENTS~~“Parent”), ~~AND~~the ~~EXHIBITS~~Operating Partnership and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee, as supplemented by the fifth supplemental indenture, dated as of August 15, 2013 and the ninth supplemental indenture, dated as of November 3, 2022 (the Base Indenture, as supplemented by the fifth supplemental indenture and ninth supplemental indenture, the “Indenture”).

~~(d)~~The ~~Exhibits:~~net proceeds to the Operating Partnership from the sale of the Notes, after the Underwriter’s discount and offering expenses, are estimated to be approximately C$545.3 million. The Operating Partnership intends to use the net proceeds of the offering for general corporate purposes, including the repayment of borrowings under its global lines of credit.

Exhibit
Number		Description
99.1		AMB Property Corporation Supplemental Analyst Package for Second Quarter 2009 Earnings Conference Call July 28, 2009

The Notes will bear interest at a rate of 4.700% per annum and mature on March 1, 2029. The Notes will be senior unsecured obligations of the Operating Partnership.

~~Table~~At any time prior to February 1, 2029 (the “Par Call Date”), the Notes will be redeemable in whole at any time or in part from time to time, at the option of ~~Contents~~the Operating Partnership, at a redemption price equal to the greater of: (i) 100% of the principal amount of the Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of interest (not including any portion of the payments of interest accrued as of the date of redemption) and principal on the Notes to be redeemed from the redemption date to the Par Call Date using as a discount rate the sum of the Government of Canada Yield Rate plus 27.5 basis points. In addition, on or after the Par Call Date, the Notes will be redeemable in whole at any time or in part from time to time, at the Operating Partnership’s option, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed. In each case, accrued and unpaid interest, if any, will be paid on the Notes being redeemed to, but excluding, the redemption date.

~~SIGNATURES~~The Indenture governing the Notes restricts, among other things, the Operating Partnership’s and its subsidiaries ability to incur additional indebtedness and to merge or consolidate with any other person or sell, assign, transfer, lease, convey or otherwise dispose of substantially all of its assets.

~~Pursuant~~The Notes are being issued pursuant to the ~~requirements~~Registration Statement of(File No. 333-267431) that the Operating Partnership, the Parent and certain of their wholly-owned subsidiaries filed with the Securities and Exchange Commission (the “SEC”) relating to the public offering from time to time of securities of the Operating Partnership, the Parent and certain of their wholly-owned subsidiaries pursuant to Rule 415 of the Securities Act of ~~1934~~1933, as amended,. In connection with filing with the ~~registrant~~ ~~has~~SEC ~~duly~~a ~~caused~~definitive ~~this~~prospectus ~~report~~supplement, dated February 22, 2024, and base prospectus, dated September 15, 2022, relating to bethe ~~signed~~public onoffering ~~its~~of ~~behalf~~the byNotes, the ~~undersigned~~Operating ~~hereunto~~Partnership ~~duly~~is filing the Underwriting Agreement, the form of the ~~authorized~~Notes and certain other exhibits with this Current Report on Form 8-K as exhibits to such Registration Statement. See “Item 9.01 – Financial Statements and Exhibits.”

	AMB Property Corporation (Registrant)
Date: July 28, 2009	By:	/s/ Thomas S. Olinger
		Thomas S. Olinger
		Chief Financial Officer

This Current Report does not constitute an offer to sell, or a solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.

~~Table~~Item of9.01. ~~Contents~~Financial Statements and Exhibits.

(d) Exhibits. The following documents have been filed as exhibits to this report and are incorporated by reference herein as described above.

Exhibit
Exhibit No.		Description
Number		Description
1.1		Underwriting Agreement, dated February 22, 2024, between Prologis, L.P., Scotia Capital Inc. and TD Securities Inc.
99.1		AMB Property Corporation Supplemental Analyst Package for Second Quarter 2009 Earnings Conference Call July 28, 2009
4.1		Form of Officers’ Certificate related to the 4.700% Notes due 2029.
4.2		Form of 4.700% Notes due 2029.
5.1		Opinion of Mayer Brown LLP.
23.1		Consent of Mayer Brown LLP (included in Exhibit 5.1).
104		Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	PROLOGIS, INC.

Date: March 1, 2024	By:	/s/ Michael T. Blair
		Name:	Michael T. Blair
		Title:	Assistant Secretary and Managing Director, Deputy General Counsel

	PROLOGIS, L.P.
	By: Prologis, Inc.,
	its General Partner

Date: March 1, 2024	By:	/s/ Michael T. Blair
		Name:	Michael T. Blair
		Title:	Assistant Secretary and Managing Director, Deputy General Counsel

Filing Compare · Prologis, L.P.